The Incredible Spider-man
by ThomasWrites
Summary: You guys all know the spider-man story. It's all the same except for a few twists of my own. The first few chapters are going to be kind of like the movies because it's his origin. I hope you enjoy.
1. Chapter 1

I never even considered that my parents were not coming back. I just thought that I would be staying with my aunt and uncle for the weekend. But that next week, when I thought my parents were coming back, when I thought I would see them again, I went to their funeral. I was six years old then. I didn't understand. I didn't know what was in those caskets. I didn't figure it out until I asked. And when I asked, I was never the same.

My name is Peter Parker, and I am Spider-man. this is my story:

I groaned in pain as I was thrown against the lockers of Midtown high school. Flash Thompson was beating me up because he disrespected a girl and I called him out. "You don't tell me what to do Parker! I tell you what to do! Understand!?"

He kicked me in the side. "My parents are the only ones who tells me what to do." I responded.

Flash snickered. "Guess what Parker? Your mommy and daddy are dead."

I smiled. "Exactly." Flash growled and picked me up, then he let go of me again. My head smacked against the ground.

"Stop it Flash! Or I'll tell." Harry Osborn, my best friend yelled.

Flash turned to Harry. "You want some you spoiled brat?"

Harry backed away. "Sorry."

"Thanks Harry." I said sarcastically. He shrugged. Flash was about to punch me until the bell rang. Flash glared at me then walked away.

Harry ran up to me and helped me stand. "Talk about saved by the bell." He said.

"Harry, no, just no." I responded.

"I know, I'm sorry. But we should hurry, the bus is about to leave. Oscorp field trip."

I straightened my glasses and followed Harry to the bus.

...

"Come on students! Nice orderly fashion! Flash, stop doing that! Peter... What are you taking a picture of? Your surrounded by classmates! There's nothing to- oh nevermind."

I snickered. The teacher was right, there was nothing interesting to take a picture of. Except Gwen Stacey, the girl I had a crush on, the girl every boy had a crush on. She had blonde hair and blue eyes. Her shape was perfect. She was perfect.

I kept staring at her until Harry tapped me on the shoulder. "Come on! We are going into Oscorp."

I blinked then turned to Harry. "Right, right. I know. Let's go."

we walked into Oscorp and I sighed. Gwen was way to good for me.

"Over here is our genetically enhanced animals. We have lizards, mice, and spiders. For now. As we gain more knowledge we hope to go to the next level of genetically enhanced animals, such as large rodents, fish, even bears and sorts like that." The instructor said.

"this is so cool." I muttered.

Harry shrugged. "Eh. I know all this stuff already."

"Well there is perks to being the son of the guy that owns the place." I said back.

Harry sighed. "Not a lot though."

"Hey, pay attention Parker." Flash said.

"Shut up Flash." Harry snapped back

Flash raised his eyebrows. "What you gonna do? Sue me?"

"I'm seriously considering it."

Flash laughed and was about to respond until his girlfriend walked up to him.

"Thanks. I can't stand Flash. Please, sue him." I said.

"I want to." Harry said back.

I felt a sharp pain on my hand. "Ow!" I looked at my hand and saw a red and blue spider next to a bite mark on it. I flicked it off my hand and once it hit the ground, it disintegrated.

"What's wrong?" Harry asked.

"Nothing, I iust got bit by a spider. No big deal."

Harry looked uncertain. "Are you sure? Would if it was poisonous?"

"No. It wasn't poisonous. I think I've been bitten by one of those before."

Harry still looked uncertain but he let the matter go. "I'll be fine Harry, just watch, tommorow, I'll be just fine and there will be nothing wrong with me."

Near the end of the tour, I started getting a headache and i felt like I needed to barf. I had no idea how wrong I really was.

 **...**

 **Hey guys! I hope you enjoyed this chapter! In the next chapter I will be introducing Peter's first villain. If you want to know who that is, wait for and read the next chapter. See ya!**


	2. Chapter 2

I writhed on the floor of my bedroom. I was in so much pain. Ever since the spider bit me, I didn't feel right. I had a headache, I barfed five times, all my muscles ached, and I could barely hear or see anything. I had strange thoughts in my head. I heard the Oscorp instructor explaining the genetic spiders again, I could hear Harry asking me if I was sure I shouldn't get help. Then it hit me. I was going to die. With that thought in my mind, I passed out.

...

I woke up laying under my bed. My headache and pain was gone. I slowly went out from under my bed and stood up. I didn't feel anything bad. I felt good, though a bit taller and heavier. I looked at my phone and saw that it was 7:15 on a Friday, 5 minutes until school started.

"Oh crap!" I shouted. I ran to my dresser to put on a short but something stopped me. I turned around and looked into the mirror. "No way." I was ripped. No wonder I felt heavier. I finally had muscles! I even had six-pack! But... How was this possible? It's only been a day.

Then I remembered that school started in five minutes. I put on my to small for me shirt and hurried down stairs. Aunt May stopped me before I got to the door. "What's the hurry Peter? I thought you were sick?"

"I feel a lot better. Actually,a _lot_ better." I responded.

"Well, okay. But you better hurry, school starts in five."

I didn't answer, I just ran out of the door. I ran down my street and took as many short cuts as I could. But I wasn't fast enough. Five minutes later I heard my school bell ring in the distance.

I sighed and took a left into a long, dark ally. Half way through the ally, I felt a strange tingling on the back of my head, it was a feeling you get when a hand or a foot falls asleep. I felt like I needed to turn around and so I did.

A man was standing right behind me with a crowbar in his hand. What was strange was that he seemed frozen. The crowbar he had was right next to my head and his face was frozen in a determined look.

I pushed the crowbar away from me and everything unfroze. The man screamed at me and swung the crowbar at me again I ducked under it and ran, but the man grabbed me and threw me against the wall. My fingers stuck to wall and I did not fall.

"Whoa." I muttered. The man swung the crowbar to hit me in the back but I climbed up the wall like a spider.

"Freak!" The man shouted up at me. I kept climbing and finally got to the roof. I sat on the edge and watched the man run away. I looked closely at my fingers and saw little black sharp things protruding out of them.

"This is so cool." I said aloud to myself. I then proceeded to test more of my abilities. It would be fine if I missed school today.

...

Cletus Kasady sat in the lunch room of the prison with Eddie Brock. They were talking about how they winded up in jail. "So you mean to tell me that you got busted because an alien symbionts took control of you and made you kill dozens of people?" Cletus asked.

Eddie nodded. "Yup. Ever heard of the Venom? That's me, or it used to be me."

Cletus shook his head in amazement. "And I thought I was dangerous!"

"You are." Eddie said.

"Thanks pal. Say, you think the symbiote will ever come back to you?" Cletus asked.

"Oh, I know it will. It needs me to survive. And when it does come back, that's when I bust outta here. Your welcome to join in too."

Cletus grinned menacingly. "I'd be happy to."


	3. Chapter 3

I walked through the hallway of Midtown highschool feeling very pleased with myself. During my 'practice' the other day I found out that I had webbing on my wrist, and if I pressed my middle and forefinger down on my palm a web would shoot out and stick to anything. I practiced swinging around and I got really good at it.

As I kept thinking about the events of yesterday, I accidentally ran into Gwen Stacey. She was holding something glass and it fell. "No!" She screamed. I quickly grabbed the glass before it could hit the ground and I gave it back to Gwen.

"I'm sorry! I didn't mean to run into you. Here's your... glass... thing." I said quickly and stupidly.

Gwen slowly grabbed it out of my hand. "Thank you... Peter, right? I didn't really recognize you without your glasses."

"Uh, yea, I-I got contacts." I lied. In fact, I completely forgot about my glasses. I guess my powers improved my sight.

"Well, thank you. I really need this. I'll see you in science Peter." Gwen walked away.

"Bye." I said even though she couldn't hear me. I started walking to science but Harry blocked my way.

"Hey Pete. I saw you talking to Gwen."

"Oh... yea. It's nothing I just ran into her."

Harry laughed. "You don't have to explain anything to me."

The bell rang and Harry ran off, not wanting to be late for class. I walked into my science class. Dr. Connors was naming partners for a science project. "Dan Gerte, and Mary Jane Watson... Peter Parker and Gwen Stacey."

My world froze. I was never partnered with anyone popular. I looked over at Gwen to see if she was embarrassed but, strangely enough, she was smiling at me. I gave a weak smile back at her and when Dr. Connors was finished, me and Gwen walked over to a lab table.

"Hey Peter, I'm so glad your my partner I have no idea what to do for this project." She said.

"Um... Okay." I had no idea what to say.

"Anyway, I just wanted to thank you again for saving my project."

"Oh yea, what is it anyway?" I asked.

"It's my art project. We are working with glass and creating something about our life with it. If you didn't save it... That would be bad."

"Well, no problem." I said.

Gwen smiled. "So, what do you want to do for the project?"

"We can go to the Oscorp site and get some ideas from there."

Gwen nodded and pulled out her phone. "Okay so... We could do a small symbiote project."

I shook my head. "Too dangerous."

"Yea your right." She scrolled through her phone some more and named a couple other possibilities. We finally found one that would work and wrote some notes down about it.

Near the end of the class Gwen looked up at me and asked, "Hey, I was just wondering, do you want to go get icecream or something after school today?"

I almost fell off my chair. "Um... Sure. Yea. That- that would be great." I smiled.

Gwen smiled back at me. "Great. How about we meet at Yogo Togo at... 4:00?"

"Yea. Sure." I said. The bell rang, signaling the freedom of school. I ran to my house, so excited about what just happened.

...

"It's back! It's finally back!" Eddie Brock screamed through the prison. Cletus ran up to his cell bars.

"Hurry! The guards are coming!"

Tue black goo that needed a host to live climbed on to Eddie, engulfing in black. Eddie, now the Venom, let out a chilling scream.

Cletus backed up against the wall as Venom ripped his cell bars apart and started to leave.

"Hey! What about me?" Cletus shouted after him. Venom ignored him and kept walking. Cletus went on his knees. "Traitor!" He started crying. _I'm never getting outta here._ But, Cletus had no idea that the black too that took Eddie had offspring. An orange goo came late in the knight and went into Cletus' mouth, going into his blood stream and turning him into a creature far worse then Venom.


	4. Chapter 4

When I got home from school it was about 3:45. I hurried into my house and told my uncle Ben and aunt May what happened. They got all excited and told me to wear something better then what I was wearing. I rushed upstairs to my bedroom and put on black flannel shirt. I buttoned every button except the very top one. I then pulled on a light blue pair of jeans. I rushed back downstairs and said goodbye to my aunt and uncle.

I ran down to the street and went into the city and got a taxi ride to Yogo Togo. When I got there I saw Gwen waiting at the front for me. She looked beautiful. Her blonde hair was curled and she was wearing a scarf around her neck. She had blue shirt on and she was wearing long pants with fluffy boots.

I got out of the taxi and paid the guy, I walked over to greet Gwen. "Hey Gwen. You look amazing."

She blushed and playfully punched my arm. "Thanks Peter. You don't look to bad yourself."

I smiled and held the door open for her. We walked in and got our icecream. She got cookie dough taste and o got chocolate. We added our toppings and I paid for all of it. We talked and laughed and told our life stories and all that until we finished. We then walked around Times Square for awhile and when I looked at my watch next I saw that it was 10:59.

"Holy crap! I need to go." I said.

Gwen looked at the time and frowned. "Yea. Me too."

We hurriedly got a taxi and told the driver our address' he got Gwen home first, then me.

i jumped out of the taxi and threw the money in the car and ran into my house. My aunt and uncle were standing there, glaring at me. "Where were you?" Uncle Ben asked.

"I was with Gwen, we were walking around Times Square." I said.

"No excuses young man. Your grounded and will not be hanging out with Gwen for a month."

my jaw dropped. "Your being so unreasonable! I made one mistake of not checking the time!"

Uncle Ben sighed. "Look Peter, I understand what your going through. I was a teenager once. But you got to listen to your parents. I know your feeling great power and all, but with that great power, comes great responsibility. Remember that Pete. Anyway, off to bed with you! Your grounded so no hanging out with Gwen!"

He gestured up the stairs. I didn't move. "You think you can tell me what to do? You think your my dad? You'll never be my dad! And you will never replace him!"

"Peter!" Aunt May gasped.

I opened the door and ran off to New York City. And little did I know that my life was about to change forever.


	5. The Spider-man 5

**Hey guys! Sorry I haven't updated in a while, Ive just been busy with school and stuff like that.**

 **Moveslikespidey: Thank you for your support! :) Also, when you said you know where I got the venom breaking out of jail thing, I had no idea what you were talking about. :( And also, I am a fan of your stories.**

 **…...**

I walked through the streets thinking about what happened back at my house. I had mixed feelings. I was mad at my uncle for being so unreasonable, yet, I felt bad for saying that he would never replace my dad. Too many things were running through my head. I sighed and continued walking. I walked by a general store and looked through the window. A man with a gun was standing next to the cashier with a gun.

I gasped and ran into the store. With my new powers, I could easily stop the guy. The cashier looked at me with fear on his and he mouthed 'Help'. The gun man busted open the cash register and took the majority of money in it. He placed the money in his front jacket pocket and bolted at me. He knocked me aside and ran down the street.

"Hey! Not so fast!" I yelled and ran after him. He took a right into a dark ally, and when I got there, he was gone. I walked down the ally, wondering where he went when I heard a gunshot. "Oh no." I muttered. I ran to the end of the ally and just outside of it, I saw Uncle Ben laying on the ground with blood surrounding him.

I saw the gunman a few feet away, shock was on his face as he looked at my dead uncle. "YOU JUST KILLED MY UNCLE!" I screamed.

The gunman looked at me with tears in his eyes. "I-I didn't… I… It… Slipped." He looked once more at my uncle before turning around and running away.

I didn't chase him, I just stared into uncle's dead eyes. "No. Not you! Anyone one but you!" I started to sob uncontrollably. "No! Please! Uncle Ben! Come back! Please don't go! I need you! I- Im sorry. I love you and- and… NO!" I put my head down and sobbed. "You were like my dad. You were always there for me. Please don't go! I need you!"

Police cars started surrounding the area I was at. The police got out of their car and knelt next to me. "Hey buddy, we got to take your dad. I'm so sorry. We'll take you home."

When I didn't move, the police grabbed my arm and pulled me up. I refused and pulled back down. "No! Let me go! Don't do that!"

The police frowned and knelt next to me. "Look, I know how you feel. I've been through this exact same thing. Let me tell you a story. A couple years back, I had a brother that worked with me in this job. We were partners and we were unstoppable. No criminal could escape from us and no criminal could keep any secrets from us. We were the perfect team until one day, my brother was shot and I held him in my arms as he died. For months I stayed at my house and pretty much became a hermit. But I knew I had to continue on. Look where I am now, Im still a good cop, I got a family and kids. I worked hard to find the man who killed my brother and I'm going to find the man that killed your uncle. I promise. Now, please come with me. We'll take you home and talk to your mother."

I nodded slowly and stood up. "Thank you… Whats your name?"

The officer grinned. "Captain Stacey."

"Im Peter Parker. I think I know your daughter… Gwen Stacey?"

Captain Stacey smiled widely. "Thats my daughter!"

Later that night when I got home, the police showed me and my aunt who the murderer was. "His name is Mark Flint. He's been in and out of jail multiple times. We've caught him many times before, and we'll do it this time." Captain Stacey was about to leave when Aunt may stopped him, "Officer… this time, keep him in prison."


	6. The Spider-man: Finale

I was looking into my uncle's dead eyes when all of a sudden his hand shot up and grabbed my arm and he said in a raspy voice, "Peter, you failed. You did this. This was alll your fault. You have no responsibility."

I screamed as I fell through the floor and landed on some type of black webbing in the middle of two buildings. I saw Gwen falling right under me. "NO!" I yelled as she hit the ground. All around me the world started falling apart. And then darkness. I heard a cackle behind me and I turned around to see a green figure standing on what seemed to be a flying device.

"There's no hope for you anymore, spider-man!" The green guy lunged at me and started choking me.

I sat up in my bed and screamed. Aunt May rushed into my room. "Peter, what's wrong?" She asked.

It took me a moment to respond. "... N-nothing. Just a bad dream."

"You too, huh? Oh well. I'll make breakfast." She walked out of my room. I got out of my bed and threw some clothes on. I walked to the bathroom and splashed water in my face and looked into the mirror for one second before looking down again. I immediately looked back up into the mirror only to see my own face looking back at me. It may just have been my mind playing tricks on me but I swore that I saw myself with a red mask on and big white eyes.

As I walked downstairs to eat breakfast, there was only one thought in my head. _Spider-man._

 **...**

I didn't talk to anyone that day at school. The only slightly interesting things that happened were Gwen coming up to me and hugging me, telling me that everything was going to be alright. The second thing was Flash coming up to me and apologizing for everything he ever did to me. I acted like he wasn't even there.

When school was out, I went to a supply store and got some red, black, and blue fabric. I then got a giant square of this bendable white stuff that I could see through. I payed for the stuff and went home and got to work. It took me all day and night, but I finally finished my suit.

It was mostly red, in fact, everywhere was red except the back of the arm, the back of the suit, the thighs and the hips. On the red I used the black fabric and made it look like that I was surrounded by web.i cut out the white square into two big tear drop shaped things that would serve as the suit's eyes. I then got a old pair of shoes and cut the soles out and placed them on the soles of the suit. That way my feet would not get hurt.

last but not least, I used the last of the black fabric to sew a black spider onto my chest. It's legs went down to my hips. I decided to go out on a nightly patrol so I put on my suit and swung out the window. That was the day I officially became spider-man.

 **...**

Cletus Kasady was hiding in a warehouse. He was thinking of ways to exact his revenge on Venom. _Forget about Venom. You can become rich with the new power you possess._ a voice in his head said. Cletus nodded to himself. He was unstoppable. He could any bank and get away with it. Cletus made a decision and stood up. It was time to strike.


	7. Reign Of Carnage 1

I was swinging through town, seeing if there was any muggers out... or a Mark Flint. I was about to dwell more into thinking about the death of Uncle Ben when I heard, "Please... Ow! Don't!" I smiled to myself and swung towards the action. I saw in a dark ally a man was getting beat up by a scrawny redhead. _This won't take long._ I thought. I did a flip over the mugger and landed facing him.

"Now, now, lets play nicely." I said through my mask.

The mugger turned to me. "Who are you?"

"Im your friendly neighborhood spider-man." I turned to the man that was getting mugged. "Mind spreading the word?"

The man fearfully nodded and ran. The mugger swore and thrashed his knife at me. "Idiot! If i can't mug him, I'll mug you!"

I laughed. "I got no pockets, therefore, no money."

"True. But I bet you got organs. those are valuable."

I turned pale, good thing he didn't see me. "Okay, you want my organs? Come get them." The man charged at me with his knife but I easily kicked it out of his hands. I then grabbed his hair and started repeatedly punching him in the face. Then he did something i didn't expect him to do. He grabbed my arm and flipped me over him.

"Do you have any idea who your messing with?" He screamed at me.

I shrugged. "No. I don't really care either."

He laughed and turned his back to me. "Spider-man! What a stupid name. You need something more fearful." I don't know what was going on but I saw him get bigger... and somewhat orange? When he spoke again, I heard his voice get deeper and more menacing. "You need a name like... CARNAGE!"

At 'Carnage', he turned around and I jumped back in fear. He was completely orange and he was ripped. But his face was the worst part. I've seen Venom on TV and stuff, this guy, carnage, was much more horrid looking. But he had the same features. Carnage swiped at me with his claws but I jumped over them and delivered a kick to his face. He screamed and punched me into the wall. I went flying across the room. Carnage went through the broken wall, slowly walking towards me.

I webbed his shoulder and pulled. I then stopped trying to hold and I went flying right at him. Both my feet slammed into his face, sending him across the ally. He hit the wall but didn't go through. He screamed once again. "I'm done with this. I don't want you getting in my way spider-man. I don't want to hurt the ones you love. Don't force me to!"

I glared at him. "I'm not letting you get away with this! I won't let you terrorize this town!"

Carnage laughed and started running away. I tried to chase him but he was too fast and he got away. I decided to go home after that. I was too tired to catch more crime. Besides, I had to think of a way to defeat Carnage. He was an actual super villain, after all.


	8. Reign of Carnage 2

When I got home from school the next morning, I threw on my Spider-man suit and swung out the window. I had to find Carnage. He would kill to get whatever he wants. I started checking every ally and looking into the face of every suspicious person. None of them matched Carnage. I searched for two hours and I was about to give up when I saw another suspicious guy. It had to be him. I knew it had to because I felt my spider-sense start acting up.

The man walked into an ally and I landed on the sidewalk in front of it. I was about to enter when a car sped by behind me. "You have got be kidding me! Right now?" I shot a webline at the back of the car and pulled my self on top of it.

I punched the driver side window and hung my head down to look into it. I saw a man with a black mask on. "Hello! I am sorry to say this but you have to slow down... Unless your going to dinner. I can understand that."

The man looked at me and pulled his mask off, revealing his angry face. "Get outta here!" He screamed. I didn't move.

My fun side was gone. "You killed my uncle." I said to Mark Flint.

Mark glared at me and I saw him raise his hand into a fist. All of the sudden, his fist turned to sand and it grew bigger. He saw me looking at his fist and he grinned wickedly. "See ya." He punched my face and I flew across the street and hit a wall.

"Ow... That's gonna leave a mark." I stood up to find that my back was injured badly. "Ok... Yep, that's bad. I'm going home." I started to slowly make my way home.

 **...**

I lay on my bed groaning in pain. My back had healed a bit, because of my powers, but it was still hard for me to move. "Heal... Please heal." I focused all my energy to my back and sure enough, I felt my back mending more quick. "Oh that feels better."

I turned on my radio and I payed in bed, trying to get some sleep. It was about at 11:00 o'clock when I felt my spider sense tingle. I sat up in my bed, looking around. The radio started going off. _There is a burglar at the museum. All units report..._

I wasn't listening anymore. I got on my suit and made my way to the museum.

 **...**

the museum was closed and dark. I was almost scared to go inside. I looked around at all the displays, seeing what could be missing. I heard a crash at the end of the room and a curse word. "Who's there?"

i heard someone move towards me but I didn't see anyone. "So your the spider everyone's been talking about." I heard a feminine voice behind me say.

I turned around and saw a women dressed in black standing behind me. She had a mask on so I tell who she was. "Who are you?" I asked.

She smiled. "Call me Black Cat."


	9. Reign of Carnage 3

"Call me Black Cat." The women said. She then delivered a kick to my jaw. I stumbled to the ground but quickly got up and shot a light punch at her. I don't care if its a burglar or a Gwen, I don't hit girls. She punched me twice in the stomach and did a back hand spring away from me. Black Cat opened her hand to show me a jewel. " Looking for this?"

"Give it back, or else." I said.

She laughed. "Or else what? You gonna tell mommy?"

I was starting to get really annoyed. "Look, I don't want to hurt you."

"Why not? Scared." She grinned at me.

My hand started shaking. "Give. It. Back. Now."

Black Cat looked at the jewel in her hand. "Mmmmm… No." She kicked me in the jaw and I fell to my knees. She then bent down and punched me in my face which sent me flat on the ground. "You think your so brave, don't you spider? Well let me tell you that this 'superhero' phase of yours won't last. My boss is getting tired of wannabe heroes. He will break you. So be warned spider, we will meet again." She ran to the window and broke it then jumped out.

I got up and went to the window to see if I could catch her, but she was gone. _Great, another villain I have to worry about. That makes three._ I heard the police come so I jumped out of the window and swung home.

 **...**

"Peter! Wake up!" My Aunt May yelled.

"What is it May?" I asked tiredly.

She came storming into my room. "You need to get a job! The bank called again. I now only have two weeks!"

I could see the worry in her eyes. "No worries Aunt May. I heard the Daily Bugle was looking for a new photographer. I could just swing by there and ask."

"Okay then, get up and do it now!"

I groaned and fell out of my bed. I put on my Spider-man suit and swung towards the city. Before I got to the Bugle, I dressed into normal clothes and walked in. I got in the elevator and went to the top floor. When the doors opened I saw a girl sitting at a desk. I walked up to her. "Um… Hi. My name is Peter Parker. I heard you guys were looking for a new photographer."

The girl smiled up at me. "Good. Go into that room. Jameson will set you up."

I thanked her and walked into the room. I saw a man, (Jameson), smoking a cigar. I nervously walked up to him. "Um, hello sir. My name is Peter Parker. I heard you guys were looking for a new photographer and I-"

"Yea yea whatever, lets get the point. Do you have a professional camera? Don't need to tell me, I already saw it. Do you take a lot of pictures, that are actually good?"

"Um, yea. If you want to see-" I got cut off again.

"Shut up. Thats all I need to know. You got the job kid. Also, have you heard of Spider-man?"

I raised my eyebrows. "Um… Yea."

Jameson smiled. "Good. He's a menace, a villain. He robbed a museum last night. I want you to take pictures of him in the act. Show the world who he really is."

"But, I think Spider-man is good, a hero."

Jameson sighed. "Really kid? Y ou just got at the job. Don't make me take it away from you so early."

I shifted my feet. "Im sorry."

"Yes you are! Now get going! Come back with pictures of Spider-man and you will… What the hell is that?"

I turned around. Out side the window was Carnage. He was climbing up the building. "Parker, get a picture of this."

I took a single picture and took off. I ran to the stairs and sprinted down them, all the while taking off my clothes to reveal my Spider-man suit. I burst out the doors of the Bugle and put my mask on. I looked up and saw Carnage getting to the top of the building. I jumped as high as I could and connected to the wall. I climbed until I was a few feet away from Carnage. He was bigger.

"Hold up! Your shoes untied."

Carnage glared at me. "Spider-man. We meet again."

I snickered. "Please, no autographs."

Carnage dropped down and kicked me into the Bugle. He then entered with me and grabbed me by the throat. "I warned you to get out of my way. I didn't want to kill you but your forcing me."

I shot a web-line at a table and swung it at Carnage. It hit him and he flew out of the window and down to the streets below. When he hit the ground I was sure he was dead. There was no way anyone could live that. But my hopes shattered when he got up like nothing happened and ran away. My mouth hung open in disbelief. There was a 0 percent chance that anything could live that. It was then I realized that I needed help. I found out recently that Venom broke out of jail. I couldn't believe I was doing this.


	10. Reign of Carnage 4

**Hey guys! As you may have noticed, I've been updating quite frequently lately. Thats because I'm getting into some pretty good parts in the story. Also, this chapter is long so bear with me!**

 **...**

I crawled sideways on the wall, trying my best to keep in the shadows, but thats hard since I'm wearing a mostly red suit. I stopped suddenly. I could have sworn he looked at me. I thought he was going to come over and kill me, but he kept walking. I gave a sigh of relief. I have been following Venom for almost a half an hour. I haven't yet gotten up the nerve to talk to him.

Venom jumped onto the wall opposite of me and started climbing. He went to the very top of the roof and started to run at full speed. _Now or never._ I thought. I jumped up onto the roof Venom was on. He was almost at the end. I shot a web-line at him and pulled him back.

He let out a blood curdling scream and turned to face me. Black tentacles came out of his back. 2 of them went around my wrists, 1 went around my waist and another went around my neck. The tentacles lifted me into the air. "Spider-man, What a pleasure it is to meet you."

"Nice to meet you too, evil-me." I choked out.

Venom glared at me. "I don't want to fight you Spider-man. I haven't done anything wrong."

"I'm not here to fight you- please, your killing me." Venom reluctantly dropped me.

"What do you want?" He asked.

I breathed heavily. "I need your help. Heard of Carnage before? I need to stop him but I can't do it alone."

Venom laughed. "Spider-man needs MY help! Hahaha… Okay. I'll do it. Only because if I don't, Carnage will kill me. What do you say about… 2 days from now. I"m busy tomorrow."

"Um, okay. What are you doing tomorrow?"

"Don't worry about it. Have we got a deal? Carnage dies two days from now."

"I don't think we should kill him, just put him in jail-"

"KILL HIM!" Venom shrieked.

"Whoa! Okay, whatever."

Venom smiled and turned around. "See you later." He jumped off the building and swung away.

"Finally, he's gone." A voice said from behind me.

I turned around. "Oh. Hey, Black Cat."

She walked up to me and ran her hand down my mask. "How you doing, spider?"

I flicked her hand away. "Get to the point, what do you want?"

"Oh, just came to tell you that my boss isn't so interested in you anymore. So you don't have to worry. My boss just wants me to fetch him this kid named Peter Parker."

 _Whats the difference?_ I thought bitterly. "Good for you. Now, get out of here."

Black Cat laughed. "Okay then, goodnight, Spider." Black Cat turned around and jumped off the roof.

I sighed. I was not going to get any sleep tonight.

 **...**

 _Emergency! Carnage has been spotted terrorizing the people in Times Square. All units to the area._

"What a great way to start the day." I said as I got out of bed. I put on my suit and swung towards Times Square in hopes to slow the beast and make him flee. But, Carnage was extremely powerful. It was almost impossible to kill him. I breathed heavier and heavier as I go t closer to Times Square. Once the place was in view, I saw Carnage throwing things around and destroying cop cars.

I did one last swing, and when it was at it's peak, I let go and did a back flip on to a cop car.

Carnage turned to me and glared. "I'm done with you Spider-man!" He lunged at me and threw me into a building.

He started running at me again but I shot a web-line at his face and pulled myself out of the building and over him. "Nope, not today, bud!" I jumped at him and punched him in the face. I landed next but quickly ducked as he tried to backhand me. I jumped on his back and forced him to the ground. But he grabbed my head and flipped me over him. He then stepped on me and pressed down as hard as he could.

"I'm gonna squash you like a bug!" He snarled.

"WOW! You could have said anything else but you decided to choose that?"

Carnage growled and pressed down harder. I let out a groan as I felt my ribs start to crack. I thought I was going to die until someone started firing a shotgun at Carnage.

Carnage screamed and got out of the way so I could have a clear view. The man was Captain Stacey. "Get out of here, Spider-man! The police can handle this!"

I got up. "No! You need help, don't deny it!" Captain Stacey acted like he didn't hear me. Carnage walked up to Captain Stacey and walked him towards a police car. He hit it hard and passed out. "NO!" I screamed. I ran up and used both my feet to knock Carnage to the ground. Police men surrounded and started repeatedly shooting him.

"Get away Spider-man. We don't need you anymore. Carnage isn't getting away." A police man said to me.

I nodded and looked at Captain Stacey one last time before swinging home.

 **...**

 _Buzz… buzz._ I fished my phone out of my pocket and looked at the name. It was Gwen. "Hey, Gwen… whats up?"

"Peter… my dad… he's in the hospital… Times Square… Carnage-" She couldn't go on, she was crying to hard.

"Hey, hey, Gwen. Don't worry. He'll be okay. I'll come right now." I heard Gwen sniffle and she hung up.

I didn't put on my Spider-man suit, I didn't need it. I just walked out my door and headed to the hospital.

 **...**

"I can't do this Peter! He's going to die! I can't live without him!" Gwen sobbed into my shoulder.

"Gwen, its okay, the doctor said he was going to be okay." I held her tight.

"I know, its just… it reminds me of all the times I feared that he was never coming back. It reminds me about how your parents never came back for you. How sad it is. It makes me fear more that my dad won't come back for me on of these days. Its just to much."

I sighed and hugged her tighter. "I understand. Listen, I gotta go. Aunt May wants me home."

She nodded and let me go. "Bye Peter."

I walked out of the hospital and went to an ally to put on my suit. Wait, I didn't have my suit. "Oh yea." I turned around around to walk out but a girl with white hair and a black suit blocked my way.

"Oh yea… what?" She asked.

I backed into the wall. I couldn't use my powers, I couldn't let her know who I was. "Who-who are you?" I asked nervously.

Black Cat chuckled. "Scared sweetie? Don't be scared, I just want to talk." She walked up to me and produced a cloth from her pocket. She pressed it against my nose and mouth and I started losing consciousness. I fell to the ground and I heard her say, "Goodnight, sweetie." before passing out.

 **...**

I woke up standing in a dark room with my hands chained up above my head against the wall in the back of the room. There was nothing in the room, but there was a thick metal door across from where I was.

The door opened and a huge, bald man walked in. He smiled at me and said, "Mr. Spider-man, Its a pleasure to finally meet you. Now I know that you've only been a 'hero' for about a week, but I'm what some people call the Kingpin. I hate heroes. I want to kill them all. But I want to give you a chance. Give up being a hero and I will let you live."

I looked down at my feet, then back up at him. "No."

Kingpin smiled and opened the door. Black Cat stepped in. "Miss Hardy, Why don't you show Spider-man what we do to heroes in New York city, and more specifically, Hell's Kitchen."

Black Cat smiled. "I would love to." Kingpin nodded and left the room. Black Cat turned to me. "I would have never guessed that sweet little Peter Parker was Spider-man." She walked up to me and punched me across the face. "You should have listened to Kingpin, _sweetie._ Now I'm gonna have to kill you. A shame, really. I liked you. Anyway, lets get it over with."

She kicked me in the stomach and smacked my face against her knee. Blood was dripping down my nose. She wrapped her hands around my throat and started choking me. "You had to say no to him, didn't you spider? Your so stupid. Now I'm not just gonna kill you, but your Aunt, and your friends, even your beautiful Gwen."

"No!" I choked out.

"Yes!" She said. "I'm going to make them feel pain, make them pay for your failure!"

I struggled to breath. I was about to pass out again when I thought about what Gwen said. _It makes me fear more that my dad won't come back one day._ Would if _I_ never came back to Gwen? I would fail her if I let that happen. I also thought of Aunt May and Harry. I would be failing them too if I let the Kingpin win.

Anger built up inside me and then it all burst out suddenly. "NO!" I pulled my hands down so hard, it broke part of the wall and my chains. I kicked Black Cat away from me and she went across the room and hit the wall. I ran up to her and threw a punch at her as hard as I could. She dodged it but I left a deep hole in the wall. She tried kicking me but I grabbed her foot and threw her to the floor. I then webbed one of her hands to the floor.

Instantly she pulled out a knife and started cutting the webbing. I wasted no time and kicked the door down. Two guys were waiting for me outside the door. Both of them had a knife. One swung his knife at me but I caught his wrist and threw him into the other guy. I continued running. I tuned a corner and a man was aiming a gun at me.

I looked at the gun angrily and smacked it out of his hands. I then grabbed his hand and crushed it. He fell to the floor and screamed in pain. There was an window to my right so I broke and jumped out of it. I was surprisingly high but there was skyscrapers I could swing on. I shot a web-line at a building and swung as fast as I could to get Aunt May, and Gwen. Harry would be safe, he already has so many bodyguards.

From behind me, garages opened and tons of cars zoomed out after me. The windows rolled down and multiple guns popped out and started firing at me.

"Holy crap!" I swung sharply to avoid bullets. I was faster then them, I could those them and be able to get my Aunt May out of the house.

And sure enough, a couple of minutes later, I lost them. I got to my house and rushed in. May got up from the couch. "Peter where were y-"

"Not now May! Listen to me! I need you to call 911 right now, don't ask questions, just do it!"

Aunt May hesitated, then dialed 911. "Peter, just tell me this, whats going on?"

I didn't say anything for a moment. "…I'm being hunted."


	11. Reign of Carnage 5

There was a brief knock on my apartment door. I stiffened and turned off the show I was watching. I went to the door and peeked through the hole. I expected it to be one of Kingpin's goons, but it was just Harry. I opened the door.

"Hey, Harry. What's up?"

" Hey Pete. I heard you got a job at Daily Bugle, right?" He asked.

I nodded. "Yea, yea."

Harry breathed out and continued. "I also saw your name at the bottom corner of a picture of Spider-man. That means _you_ took that picture?"

"Yes, I did." I responded, having no idea where this conversation was going.

Harry shifted in his spot. "Well, if your'e taking pictures that close to Spider-man, then you must know him." I was about to deny it but Harry kept talking. "I need you to do a favor for me. My dad is dying of a incurable sickness. I need you to talk to Spider-man and tell him to meet me at my house."

I gulped. "Look, I don't know Spider-man. I took a picture of him through high powered lens. Besides, what can Spider-man do to help?"

Harry walked in and produced a picture from his pocket. He set it on the counter. "At Oscorp, they have been doing cross species test on animals. So it's either Spider-man was bitten by a radioactive spider, or he was just born with those powers. If Spider-man can do the things everyone says he does, then imagine what it can do to a sick person."

I shook my head. "Why don't you just use the radioactive spiders at Oscorp?"

"Because they killed them all." Harry responded glumly.

I frowned at that. _Why would they kill all of them?_ I shook the questions I had off. I had to stay focused. "So you need Spider-man's blood?"

Harry nodded. "Exactly."

I looked up at the ceiling. Would if I did give Norman my blood? It won't make him have powers, would it? No. He is sick. If I gave my blood to a normal man, he would have powers, but it would only heal a sick man. I made my decision.

"Okay, Harry. I'll talk to Spider-man."

Harry smiled and thanked me. He then left, without taking the picture he had brought with him. I looked at the picture he left and frowned. It was of me in my costume, fighting Carnage.

Aunt May came downstairs. "Was someone at the door?"

I nodded. "Yea. It was Harry. His father is dying and he wants me to help. It's weird."

Aunt May cocked her head to one side. "Why is that weird?"

"Harry hates his father."

 **...**

 _All units to Hells Kitchen, Venom and Carnage have been spotted._ I sat straight up in my bed. I have been waiting for this moment throughout the weak. I quickly put on my costume and jumped out of the window. Hells Kitchen wasn't that far. I could make it there before Venom does anything stupid.

It was a short trip to Hells Kitchen and when I got there I saw Venom and Carnage brawling. It looked... Gruesome. They were clawing at each other and somehow Carnage had managed to morph his arms into axes.

I swung up towards the side of Carnage and used my left foot to kick him in the face. He only stumbled but Venom used his body to ram into Carnage's chest. That sent him flying into a building.

"And he's outta here!" I said triumphantly. I raised my hand to high five Venom but he smacked me and ran towards Carnage. "Alright then."

My spider sense tingled and I looked around for any danger but found none. Then my eyes rested on Carnage. He hadn't gotten up from the blow Venom gave.

Venom grinned at me. "He's dead."

I nodded... But I knew something was wrong. Carnage had survived falling 40 stories but he couldn't survive a body ram? That wasn't right., plus, Venom was looking at me suspiciously, like I said as the one who killed Carnage. I shook my thoughts of and headed home.

There was no way Carnage could have died. Something was up. I knew it. My spider sense rang for the rest of the night.

 **...**

 **hey guys! Sorry I haven't updated for an extremely long time I've just been busy. I hope you all enjoyed this chapter!**


	12. Reign of Carnage- Finale

I've been thinking about Uncle Ben a lot lately. I've tried my best to forget about everything that happened because every single time it crosses my mind, I get mad. I don't get mad at the mutated mugger who killed him, or the police because they didn't show up fast enough, I only get mad at myself. And I'm right to do that, because I was the one who caused Uncle Ben's death.

I was thinking about this as me and Gwen were walking home. "You okay Peter?" Gwen asked.

I looked at her and saw concern in her eyes. "Yea. I'm just thinking about Ben." I replied.

Gwen looked at the ground. "He always be in our memory's, and in our hearts. Besides, he's not _completely_ gone from us."

I sighed heavily. "I already know all that. It's great and everything, but I don't think about how he's gone and how sad it is, I mean, I do but... He died because of me."

"Don't say that. You had nothing to do with his death." Gwen said strictly.

"No, I had _everything_ to do with his death. If I hadn't stormed off that one night because I was angry, Ben wouldn't have come looking for me, and the mugger wouldn't have shot him. It's all my fault."

Gwen didn't know what to say. She had no idea about that. "What's worse is the mugger is still out there." I finished.

We were both quiet the rest of the way home. Gwen quietly said bye to me when we reached her house but I didn't say anything back.

Aunt May wasn't home when I came in. She was probably getting groceries. I went upstairs to my room after eating s sandwich. The radio was on so I just sat down on the ground with my back touching the wall.

I thought about the argument me and Ben had before he died. He said something important that night, what was it? The radio said that the bank was being robbed by two armed and dangerous men.

I paid no heed to it until the radio screamed, 'The robbers are Venom and Carnage!'

I still didn't care. I was tired and it wasn't my job either. I stood up and was about to turn off the radio when it hit me. _With great power, comes great responsibility._

Thats what Uncle Ben told me! I got on my suit and jumped out of the window. "This is for you, Ben."

I got to the bank really fast and I landed on top of it. I saw Carnage walking out with bags of cash. "Back from the dead so soon?" I said.

Carnage looked at me and smiled. "Venom, the target is here." Carnage threw that bags of money at me but I dodged them with ease. Venom came out of the bank and Carnage lunged at me but I flipped over him and kicked Venom before launching back to Carnage and tackling him. Carnage kicked me off him and I landed on the side of a skyscraper.

Venom swung after me and I went towards him too and we collided in the middle and both fell while fighting each other. I punched him twice before he threw me off him then he webbed his black sticky goo at me and brought me closer to kick me. I punched him off me so he couldn't kick me.

I shot a webline at a tree and lightly landed on the ground. Then I noticed that the black web that Venom shot at me was still on me. I tried getting it off my chest but when I did, it went on my arm. Out of the corner of my eye, I saw Venom running back to me. I turned to him and punched him with the hand that was gooey. Venom flew across the street and I saw all the black goo crawl off him and go to me. It went all over me and I expected to feel evil but... I felt great!

I looked around for Carnage and saw him staring at the sky in shock, when a laser beam came down and disintegrated him. I looked up and saw Ironman looking down at me. "Mr. Parker... Nice suit change."


	13. Marvel vs DC- Prologue

"WHAT MORE DO I HAVE TO DO?!" Thanos roared. "DESTROY ANOTHER UNIVERSE? I WILL!"

The women dressed in black smiled. "Good. Because you will. Two more, in fact."

"Which two universes do I have to destroy?" Thanos asked.

"The one you sent people to destroy countless times and failed... and we already discussed the other one."

Thanks looked confused. "What do you mean I 'failed'?"

The women sighed. "Do we have to go over this again? You sent Loki with an _army_ and he failed, you sent Ronan and he failed as well, who else are you going to send to their demise? Its time, Thanos, I hope-no- you better hope that you don't fail this time."

The Women turned around and started walking away. "Don't you turn your back on me! What should I do... TELL ME!" The women didn't respond or stop walking.

Thanos hit the ground in rage and was about to destroy something, until an idea came to his head. He went to a capsule and opened it. A metal gauntlet lay there with stones etching the knuckles. He put his hand in it and brought close to him. "Fine... I'll do it myself."


End file.
